same two streets
by the birds were flown
Summary: The world tears itself apart trying to right the things that have gone wrong, and Peter falls—for the sake of Tony.
1. prologue

_same two streets_  
 **prologue**

 **Summary:** The world tears itself apart trying to right the things that have gone wrong, and Peter falls—for the sake of Tony.

 **Prompt:** Reading through the summaries of some of the Spider-Man crossover with Avengers stories before Spidey: Hoco came out, and I thought well, things would certainly be different if Peter was present throughout the whole Avengers formation and thereafter arcs, and I love secret identities and angsty hiding secrets so this, this is what happens when I can't find the perfect story I want to read—I just wrote it myself and while this is in nowhere near perfect at all, it's a little closer to my ideal "Peter Parker meeting the Avengers but they don't know he's a kid and fifteen with all these crazy emotional baggage shit". Also, I'm very curious about Peter's perspective on the whole, _if I could go back in time will I forfeit being Spider-Man to keep Ben alive, but then that would also mean I'll never meet mean Stark—so which one is it, Peter?_

 **A/N:** This was mostly written on impulse while I was up ALL night waaiting for fucking Spidey: Hoco to come out on digital release and well, I won't bore you with how well that worked out but just know that I am so mad right now and I still can't watch the film rn. That said, please enjoy as always and leave any comments, criticism and feedback through the reviews and let's all be polite and no flames. Thanks :) Not beta'd.

 **Disclaimer:** I just don't own The Avengers, be it the comics, films or cartoons.

* * *

He wakes up, quick heavy breaths, and garbled noise.

Things are different, he can tell because—he definitely does not remember ever lying down a concrete floor of a dark and damp alleyway. He tries to sit up but there's a sudden, searing, hot pain that shoots up his backside that stops him from doing so, and everything is white for a moment—blinding white sight, white noise, white _everything_. He feels the bile rising up his throat and he knows he's about to panic, so he balls both his hands tight into small fists, and lulls himself into a mantra he's all too familiar with.

 _Come on Spider-Man._

His ears strain in their attempt to focus on just one thing at a time – from the steady drops of his own blood against the concrete floor, to the erratic gulps of air he heaves in and out of his lungs. He tries to drown out all other noise as much as he possibly can, and feeds into himself the false comforting words of everything _being okay_ —when he knows it himself, they're clearly _not_. Somehow, it works.

 _Come on Spider-Me._

After five long agonizing minutes of steadying his breathing, and short-paced self-assurances of _I'll be alright_ and _I can do this_ —he's not really all too sure about that, because with every minute passing by, he feels himself closer and closer to dying, but he can't dwell too much over that just _yet_ —he feels just that little bit calmer, and _lighter_. He uncurls his fingers and he can finally see things clear again.

"Karen."

He mutters, wondering if he's still in touch with his AI, and praying to god he is – because if he's not, he will never know what to do anymore—not that he ever did to begin with. He slowly stands up, trying to shake the muddy water that's sticking to his suit.

"Yes Peter?"

A beat, and a sigh of relief.

"What happened?"

"I am currently calibrating the system to fit into the current date."

"Current—wait, what?"

Peter chokes out into his mask, eyes wide beneath his focal lenses. His hands are shaking, and his stance is very slanted due to the bleeding on the left side of his lower back. He hisses as the pain makes its presence known, once again.

"What exactly do you mean by _current date_?"

He wonders if he's been asleep for so long, he's forgotten that a few days has passed since— _since Tony almost died_. That single thought sends him into another bout of panic, and his breathing quickens, and his heartbeat intensifies, and he feels his burning flesh marking off the hit he took for the man he liked to call his mentor – but obviously, Tony was more than just _that_.

"According to my updated database, it is currently the eighth of May, 2010."

Peter blinks—and if not for the mask he wears, his jaw would've fallen straight to the ground. Thankfully, Karen was helpful enough to keep all his bones, and every little bits and pieces of his body, intact from the initial shock of what she just said. Never the less, it doesn't make processing the brand new information any better.

"Whe—when you say May 2010, you're joking, right?"

"I am unfortunately not."

His heart drums harder against his ribcage, and he feels that swell of panic coming right back up – although, he's sure it's never actually left and he's just rapidly fluctuating between trying to act like he's calm, and actually _freaking the fuck out_. He doesn't know what to say, or think, or do—so he just stands there, aching bones and bleeding out, trying to wrap his mind around the fact that he is apparently back seven years into the past.

"Tha—that's im—im—possible."

He stutters out, leaning against the mossy red brick behind him, a futile attempt to keep himself from collapsing. He thinks, maybe Karen's malfunctioning— _preposterous_ , hisses through his mind in a voice that sounds all too much like his mentor, and _god did he miss those snarky quips of his_ —and that whatever she's saying right now is all just confused statements due to the impact of whatever _that thing_ that shot him was – _it almost shot Tony_ , he tries to forget, because he knows he's saved his mentor, but there's still heavy unease settling right there in his heart.

"According to my updated database, we are standing in the middle of Manhattan, New York, just three blocks down from the Stark Tower."

"Stark Tower?!"

Peter's voice shrills up a few octaves higher.

"Yes." Karen mechanically responds, and although her voice is normally sweet and comforting, Peter just couldn't find it in himself to _calm the fuck down_. "The Avengers Tower is yet to be built as the Avengers are currently nonexistent."

Peter thinks he might just faint—and he's pretty sure it's not the blood loss to blame. Swallowing hard, he leans further into the wall, and racks his mind for things that can possibly clear this whole mess up. It takes almost half a minute, before something he would dub as a _clever solution_ comes to mind.

"That's it!" He exclaims with a snap of his fingers. "Karen, contact Mr. Stark!"

There's a few more seconds of silence, and Peter swallows in nervous air.

"I'm sorry, but I am unable to contact Mr. Stark."

"Wh—why?"

"It seems that the number I have is currently nonexistent."

"Nonexistent." Peter let's out, voice hoarse and slightly dizzy. "Of course."

Shaking his head, Peter does the next best thing that comes to mind—he _leaves_ , or at least, _he tries to_. He wobbles out of the alley he's been holed up in this whole entire time, trying to keep his balance against the mossy red brick. Once he's closer to the open space outside of the two apartment buildings he is under, he is blinded by how bright the actual rays of sunlight flash against his eyes.

"Karen, is there a way to shade this brightness out?"

He struggles to gasp, the pain on his back sharper, digging into his very soul as if to let him know that _he's injured, and bleeding, and needs fucking help_ —as if he already _didn't know_ that.

"Some of the protocols installed into my system are currently unresponsive, it might take awhile for me to boot them up to a start." Karen's soft voice flitters through Peter's ear, and even though she speaks of bad news, he really isn't all that disappointed in her. "I am sorry if I am unable to help you, Peter."

Peter smiles as a form of reassurance, but it only comes out as a wince accompanied by a small whine.

"Can you at least show me the fastest route back to the Stark Tower?"

"Of course."

With a heavy breath of relief, Peter stumbles further out into the wide and bright open world, following diligently the instructions Karen provides for him.

He walks past tall buildings – skyscrapers that would no longer be there in seven years time, but he still remembers seeing them as a child. There's a few streets and blocks that are different, and many alleyways that stay the same as ever. But the most promising difference is the air of security that surrounds the city in all its dusted and polluted glory. Sure—in a few years time, there'll be superheroes saving people's lives and ensuring public safety, but with that comes a few more dangers than bargained for, and Peter – for the first time – wonders how worth it the world he's been living really is. Everyone right then is clueless, continuously living their mundane lives, unknowing of all the things the come and the changes these will bring in the next few years.

Peter tries to hold on to the thought as an anchor to keep himself awake and alert, but the amount of blood he's lost, and is _still_ losing is – for the lack of a better word – _insane_. He's surprised he hasn't gone to shock yet, but he thinks it's because his healing powers are working overdrive to keep him alive for as long as possible.

He hides by the corners of every building he comes across, ensuring nobody sees the bloody mess he is, until he gets just a few meters closer to the main building. Still crouching amongst the surrounding buildings, Peter scans the area for any close-by manholes he can use as an underground entry, and finds one just across the street.

"Karen, guide me to where that tunnel leads to."

"Of course Peter."

Karen is obedient and lays out a map before Peter, more detailed than the one on the way to the Tower. Peter slides from his position and ducks into the shade of cluttered trashcans by the manhole, before lifting the heavy lid off and jumping down. He shoots a web at the lid and throws it back to place. Once landing safely underground, he takes a quick glance around, before running off to follow the route outlined by Karen's map.

"Karen, ETA to the med bay of this tower!"

"Fifteen minutes."

"Okay."

Peter nods to himself, satisfied. His steps against the murky waters and the damp sewage floors are fast and rhythmic, just like the breaths he takes in, and the beating of his heart. He tries his best to steady his vision, but things get blurry, and blurrier, with every step of the way.

"I must warn you Peter, you have lost a significant amount of blood—it is a wonder you have not gone through shock yet." Karen softly reprimands, and Peter he me as if to tell her, _same Karen_. "However, anymore will definitely cause you to faint, or maybe even kill you."

"I know."

"Your healing is beginning to slow down, and you cannot run on adrenaline any longer."

Peter swallows thick the information. He doesn't reply to her fretting, and instead, he picks up his pace and breathes in more of the slimy and dirty air around him.

"Karen, I need you to override the security within the Stark Tower."

He says, after a few minutes.

"I am not sure that is a very good idea, Peter."

"Karen, please." Peter pleads, breathless as blood continues to overflow from his back. "You told me that I can't run on adrenaline any longer. Without proper equipment, I won't be able to heal myself, that's why I need you to get me into the tower without alerting anyone—especially Mr Stark."

There is a sullen pause, and Peter wonders if an AI can even contemplate.

"I will see what I can do."

Peter lets out a shaky sigh of relief.

"Thank you."

"I cannot guarantee that I will be able to."

"But you're going to try right?" Peter asks, hope high in his tone of voice. "Mr Stark built you way after all the tech inside the current Stark tower, which means you have the advantage—you know every encoding programmed within the facility, while there's components within you that's alien to the technology they have right now."

"You are right." Karen agrees and Peter tries to distract himself from the wave of dizziness that sweeps his entire body with the mental image of a faceless woman nodding at him, just like how Karen would right now – _if she were real_. "However, I still need to be connected to a mainframe source."

"I'll find you one Karen, just give me a few minutes."

Peter's heavy breathing becomes more prominent, and try as he might to go faster than he already is, his steps become rather sluggish and tired. But he doesn't think about that, all he sees is the long tunnel ahead of him—and finally, an access point.

"There!" He exclaims, ready to jump up to the first vent he encounters. "Where's this going to lead me, Karen?"

"The chemical dump lab on the same floor as the Medical wing."

"Great."

Peter's struggling to keep his eyes open, but the new hope sparks just a little bit more life into him – enough life to pump some much needed adrenaline into his veins. He crawls steadily through the vent, leaving a trail of thick and dried blood behind—but all he cares about is getting to the med bay before he passes out.

He reaches the end and climbs up the ladder propped against the wall. One more vent to go through, and he arrives. He lands in a stumble at the lab, toxic trash surrounding him, with large beakers and bags of disposed chemicals. Peter tries not to breathe in anymore than the little oxygen the room provides, but his heightened senses make doing so a whole lot difficult. So the chemicals mingle through his nose and he feels even more lightheaded than he already is.

"Shit."

He discretely moves across the room, aiming for the door closest to the lab table, but the door opens and Peter has no choice but to jump up to the ceiling and cling to it, hiding between the pillars of the lights. The heat radiating from both side is hot and searing, especially against his crusty skin and bleeding back. He bites his tongue to stifle a moan as Tony Stark enters in flourish, with a grumpy Happy Hogan in toe.

"And I think I've marked off all the materials thrown into these waste bins – hopefully none of them were accidentally mixed in with the others – while Pepper's ordered a new batch of supplies to further the testing."

Tony speaks fast, the embodiment of flamboyance and genius wit all rolled into one.

"Well, what do you want me to do with the leftovers from the unsuccessful ingredients?"

Happy huffs in that same way Happy always does, and Peter could cry because he hasn't seen that face in a _long_ time and he really _really_ does miss it.

"Some of them are radioactive, so I need you to be very careful with those, especially the alloy for—"

Tony stops mid-sentence and swiftly looks around. Peter holds in his breath, and Happy quirks an eyebrow up.

"Tony?" Happy inquires, one hand holding a clipboard, the other tapping a pen against said clipboard. "Boss, what's wrong?"

"I smell blood, lots of it."

Happy takes a minute to stop tapping, and takes a quick sniff at the air. His face forms a sort of unreadable confusion, before it turns into disgust.

"You're right—what the fuck is that?"

Both men begin to frantically look around the room, and Peter buries himself further in between the lights, skin burning from the direct contact with the heat.

"Did you throw away the rest of the raw iron I was unable to use and mix it in with one of the more reactive substances?"

Tony asks skeptically, firmly standing by the entrance, one hand on the door and the other on his hip.

"No—of course not." Happy protests in unmasked offense. "You know I know you were planning to use those for more prototypes."

"Then what—"

The door is pushed off of Tony's hold, and feisty cherry blonde woman enters, arms crossed and eyebrows raised.

"What are you two still doing here?"

The infamous Virginia "Pepper" Potts exclaims, her feet tapping impatiently against the marbled floor of the lab.

"We're sort of in the middle of something here Pe—"

"No!" She snaps, pulling Tony out of the room by his wrist. "We have a gala to arrange—Tony, you haven't even dressed yourself yet, never mind prepared what you're going to wear for tonight, and you Happy, I thought you were better than this!"

"I am sometimes!"

Happy calls out as he follows them both out but—before he completely leaves the lab, he takes one long scan around the room, just to make sure everything's in place. His nose wiggles a little, but other than the awful stench, nothing seems to be different. With the thought of figuring it out for later, he shrugs and leaves, closing the door behind, and Peter lets out a long breath he never knew he was holding. Listening to the clicking footsteps, Peter stays still, straining to hear how faraway the three people are before deciding to land safely back onto the ground—except, it wasn't really safely because he lands heavily on his left foot and the impact travels up and down his spine, and further increases the pain on his already bleeding back.

He hisses, hands tight in a fist, but he doesn't waste a moment of opportunity. He scans the room for a power source, and sees one just by the mess of beakers, and one Bunsen burner. He hops over and takes off his mask.

"Okay Karen." He mutters, his voice wet and heavy. "Let's hope this works."

He tugs at the chord hidden under a small flap on his Spider mask, and pulls it out. He installs it into the wall plug, and his whole suit activates in a quick succession of flickering lights.

"Initiating system override."

Peter hears the whirs and the fanning within his suit as Karen works her way into the security mainframe. He chews nervously on his bottom lip, careful not to bite too hard in case he starts bleeding—and he really doesn't need to lose anymore blood than he already has right. It takes a lot longer than he anticipates it would, and his ears perk up to listen to any and every other extra sound from outside of the room, just to ensure he doesn't get caught. And with a click, the suit lights up again and Karen speaks.

"Override complete. Security breach successful."

Peter has honestly never been so happy to have hacked anything in his whole entire life.

"Great." He breathes out another sigh of relief – something he seems to be doing a lot this particular day – and pulls the chord off the plug, whilst sliding the mask back on his head. "Karen, can you turn off all cams and unlock the Med bay?"

"With pleasure."

Peter doesn't waste anymore time, running out of the lab as fast and as silently as he can. He climbs up the walls to the ceiling, crawling his way to the med wing for optimum invisibility. He doesn't think he can hold on much longer as his sweat has begun to seep out of his gloved hands and interfere with his hold, but he strives on.

Upon reaching the med wing, he takes a quick look around for any empty rooms, and there's one—sitting perfectly, right at the very back corner of the spacious hospital-like hallway. With much perseverance, he crawls his way onwards, and slips in unnoticed by the frantic doctors and working nurses, and crashes himself onto the floor.

"Finally."

He breathes out one last sigh of relief, his whole body aching all over. He lies down on the clean white tiles, palm over his heart whilst the other hand grabs his mask off his face. He looks to the cupboard on his right, and sees a first-aid box. Lifting a slow hand up, he shoots a web and pulls the box towards him. It lands in a soft clatter on his stomach.

"Fuck."

Peter sits up to undress the top half of his suit, and his hands shakily open the first-aid box he's placed on his lap. His breathing continues to be heavy, deep, and shallow. Picking up all the materials he needs, he twists his body to the side in hopes of getting a clearer view of his bleeding back. With how he is right then, he doesn't get too far with the flexing, but he can at least see the damage—dried brown blood and white puss coming out of his left backside. He nearly throws up, but he's ever the optimistic as he sets up the thread and the needle.

Peter thinks everything will all work out. He can figure all those other little details out later – about where and when he actually is at, what the actual fuck is going on, and how he ended up like this. The important thing is the needle he holds between his thumb and index finger, and the thread that runs through its small hole. As long as the fact remains—Tony is safe. Whether it's Tony from here or _his_ Tony, it doesn't really matter now does it?

If it was him or Tony Stark, _it will always be Tony Stark_.


	2. where did all the good go

_same two streets_  
 **where did all the good go**

 **Summary:** The world tears itself apart trying to right the things that have gone wrong, and Peter falls—for the sake of Tony.

 **Prompt:** Reading through the summaries of some of the Spider-Man crossover with Avengers stories before Spidey: Hoco came out, and I thought well, things would certainly be different if Peter was present throughout the whole Avengers formation and thereafter arcs, and I love secret identities and angsty hiding secrets so this, this is what happens when I can't find the perfect story I want to read—I just wrote it myself and while this is in nowhere near perfect at all, it's a little closer to my ideal "Peter Parker meeting the Avengers but they don't know he's a kid and fifteen with all these crazy emotional baggage shit". Also, I'm very curious about Peter's perspective on the whole, _if I could go back in time will I forfeit being Spider-Man to keep Ben alive, but then that would also mean I'll never meet Mr Stark—so which one is it, Peter?_

 **A/N:** I'm not gonna lie, this chapter is really sloppily done, and that's not just bc I wasn't able to reread it for mistakes and stuff, it's just that, first of all, I have a list of things, kind of like goals, for each chapter of any fanfiction that I write in addition to any spontaneous stuff I want to add in. This chapter had LOTS to cover and I just kept on piling and piling stuff on it as I wrote to the point that I had to move al other things that should've happened this chapter to the next and that messes up my system. Ugh. Anyway, I did try to power through this tho, I know it's a big real mess and I always try to better the quality of my writing every rewrite but it takes me awhile (years more like) to get around to rewriting it and rewriting it well mind you. But anyway, I'm not going to stress too much about this, I hope you guys like this, _no erase_ is also currently being written alongside this but I will probably take a break mid this month bc I have a lot of irl stuff to do as well. But I do love writing about my Peters, so there you go. Enjoy, leave a review fin you feel like it, this will be fixed ASAP.

 **Disclaimer:** I just don't own The Avengers, be it the comics, films or cartoons.

* * *

Painless—that's what stitching himself feels like. He's done it so many times, he barely feels the prick of the needle protruding his skin. What he doesn't like though is the feeling of the thread running through his skin, ghostly wrapping itself up beneath the surface, just before it touches his flesh. It's that sickly feeling of being _patched up_ that he can't help but wince at. But he tries to move on from it, because _thi_ s—this is more important – fixing himself up so he can go on and investigate exactly what is going on. He just wants to go home – _home_ home, not this—where and whenever _this_ —is.

He misses Ned, his fast typing on the keyboard, his long speeches about Star Wars, and the clatter of the lego pieces they play with. He misses Michelle, her snarky little quips, and pretty brown hair falling over her faintly suspicious eyes whenever she lets it down upon his request. He misses May, the strong smell of burnt cooking stuck to her apron, and her soft gentle touches on his forehead. He misses Happy, the man's grumpy frown that hides amusement, and the roll of his eyes when Peter can't stop talking. And most of all, _he misses Tony_.

Tony who he refuses to call by his name just yet – because _Mr Stark_ sounds more respectful. Tony who made a name for himself in Peter's eyes as a sort of father figure – one more wouldn't hurt, especially since he never did get to know his real father very well, and Uncle Ben, for the short amount of time he'd been with him, taught him all he needed to know about responsibility and taking care of the people he loved, but can't relay to Peter the things that Tony can. Like the weight of being a hero, and all the occupational hazard that comes with it. To show him tips on how to take care of himself, of the bleeding, and the getting shot, and how to deal with the psychological trauma that will inevitably haunt him one way or the other. Most of all, someone who understands and knows that _guilt_ – the guilt of not being able to save everyone—because sometimes, he won't be enough, and that's something he has to live with everyday of his life. Tony is the exact opposite of Uncle Ben – distressed and broken, tired and a mess who can't seem to get himself together. But they're similar in that, they're both idealistic, with a greater sense of responsibility than they should have to carry. And that's probably why, it's that perfect balance between them that Peter is so willing to allow another father figure into his life so soon, even after promising to himself that no one can replace Ben. And Tony can't replace Ben—but he can be, in Peter's mind, another man to look up to as an anchor of hope, of strength, and childish admiration.

Shaking the heavy thoughts that are beginning to loiter around Peter's mind, he goes back to stitching himself up, careful not to slip into another distraction. By his calculation, Karen can't hold the breach up any longer than a few minutes from now – because even if she's newer, Tony Stark is still _Tony Stark_. He's a genius who can think of all the nukes and crannies – as shown through when he created Karen and every protocol in existence within Peter's suit – that can bypass his security, and that kind of extra precaution lends itself to securing well and surely Tony Stark and everything within the very building that is the Stark Tower. She even warns him that she cannot stop Jarvis from recording his presence within any of the room – the best she can do is delete any footage of his existence—but Jarvis would still recognize him the next time he decides to come parading back into the tower and he's sure by then there'd be even more security measures taken to ensure that he doesn't escape that next time around.

Pulling the last thread out, and using the sharp of his fangs to cut the knot, Peter breathes out a sigh of relief.

"Finally!"

He falls back onto the tiled floor, his chest slowly rising, and faltering. His top is bare, and he feels the cold against his skin as the dried blood stains the white – but all he feels is calmness. There's so much he has to do—there's something that's been bugging him, and before he can investigate he needs some peace of mind—and trying to work his way in through this whole new time or dimension or whatever is not going to be easy. He knows the first big thing that's coming up – Loki and the NYC event that took place almost nine years prior to his current timeline. Times will change fast after that, and it'll catalyze the need for the Sokovia Accords – _and the civil war_ , is left unsaid, buried deep inside his thoughts — so he needs to stop everything that can turn wrong in the future, before it even begins.

With a determined huff, he stands himself up, sliding his hands through the sleeves of his suit, before slipping the mask back on.

"Welcome back Peter."

Karen's voice is somewhat cheerful, and Peter is just happy that regardless of the change of dates and being thrown back into the past with basically no one knowing of his existence, there's at least someone— _something?_ —he can trust is here to accompany him through it all.

"Hey Karen, mind doing me a favor?"

"Of course Peter."

Peter opens his mouth to speak, but the words are drowned out by the sudden alarm blaring through the speakers. Everything is red, and Peter jumps up to the ceiling, his ears straining as footsteps hurry their way to his direction.

"Karen, what's going on?"

"It seems that my calculated estimate for security breach was wrong, therefore the alarms have set off thirteen minutes earlier than planned."

"What am I going to do?"

"I advice you leave at once, Peter."

"You think?"

Peter snaps, instantly regretting it as the AI suddenly quiets down. But he doesn't have time to dwell on it as he hurries himself up for escape. The footsteps grow louder, and Peter is just thankful the lights are now cherry red because it makes it that much easier for himself to blend in with his surroundings. Hiding in all the blind spots he knows off, he slowly crawls out of the room, watching as the red bleeds all over the tower, from the med bay to all the other rooms and wings within the tall building. He can hear whispers and talking, frantic shouting and irritating scolding, and he knows Tony of this time is close, so he holds in his breath – as if doing so is going to make him disappear—it doesn't, no not really, but the comfort it offers is astounding.

"The fuck is going?"

He hears Happy's growl above the sharp siren of the alarms.

"Someone's breached the security, which means someone is either trying to get in, or already has."

Tony speaks fast, each breath of his words matching the rhythm of his footsteps. Peter listens in with strained ears. He knows he should leave like— _right now_ —but he doesn't because he wants to know, and he wants to hear what they have to say. His eyes scan the area, and a security camera from the side zooms into him and his crawling form. He curses, praying to god he hasn't hurt his AI's feelings and that she'd still be willing to cooperate with him.

"Karen, that cam, delete all remaining footage of me here!"

He asks desperately.

"Just a moment, I'm trying to infiltrate a backdoor to the security system."

"Backdoor?"

"Yes, it would appear that JARVIS still has some vulnerabilities that can be exploited easily by methods newly discovered in our time. I am hoping that this could work and we can prolong the breach until you have safely escaped out of the tower."

"Thank you Karen."

"With pleasure Peter." Karen's voice is ever pleasant, and Peter wonders what he did to deserve her never ending patience – if she were real, he'd probably fall in love with her. "However, I must ask, why do you refuse to show your face to the Mr Stark of now?"

Peter goes rigid, and he swallows thick. He buries himself further into the shadow of his hiding spot, the lights barely touching him as the red bounces off the wall in front of him. Karen doesn't talk for a moment, and Peter thinks he can let the topic go, as if it was never brought up in the first place. But, not even a second later, she continues on.

"Surely if anyone can help with our predicament, it would be him."

Peter shakes his head, not allowing the thumping of his heart to distract him from the current situation. He can still hear conversations between Happy, Tony and Pepper across the hall—but they haven't seemed to move just yet. That should be some kind of a good sign— _right?_

"I will Karen." He finally answers her, an edge in his voice that's begging her to let it go. "Just not right now."

"Why not?"

She's an AI, not a mind reader, apparently.

"Because I'm not ready to face him yet." Peter snaps, for the second time that day, at Karen. "Besides, what do I even say?"

"You can start by telling him the truth."

"Yeah, I'll just walk up to him and say _Hey, it's me Peter Parker, you may not know me right now but I'm your intern slash protégé eight years into the future and I've come back to the past because I took a hit that was supposed to be for you and now I don't know what to do but the first thing on my list is to stop all the crazy shit that's going to lead to all of our destruction in near the future from happening, so would you mind helping a guy out, please and thanks_." Peter speaks fast – as fast as he possibly can talk through the nerves knotting themselves in his stomach – and breathless. "Yeah, that's sure to go over well with him."

"You might never know, it sounds plausible enough."

"Besides, he'll think I'm talking shit."

"Why is that?"

"Because I'm me, and it'd be very hard to believe—especially for him—that he _Tony Stark_ actually took time off his day to recruit _me_ of all people." Peter's voice goes quiet, and his eyes darken beneath the mask that hides his face. "Me, plain ol' Peter Parker."

"I do not think you're plain."

Karen is sweet and reassuring. But, as smart and as amazing as she is—she still, after all, is an _artificial intelligence_. Everything about her is manufactured to suit his needs, so whatever comfort she tries to relay, he knows is just the surface of her purpose – it's fake, materialistic, and just like her, _artificial_. She can't ever comprehend what the real motives and intentions, and the real sense of attraction and worth humans have sculpted in their minds. It's incredible really, 40,000 years of evolution and the world's barely even tapped the vastness of human potential. The potential to shape and form reputation, respect and character, the depth of human emotions, and that connection and understanding—Karen can't know what it's truly like to be _just Peter Parker_ in a world that's always scouting for greatness. It was survival of the fittest then, and it still is—even up until now. So he doesn't respond to her compliment, instead he tries to find some other logical way to oppose her.

"Plus, what if he stops me from trying to stop the future and instead sends me back to our time?" He blows a breath of exasperation. "I'll never get anything done."

"But isn't that better?"

"Not really."

"I would take caution in trying to change the timeline, Peter, because any damage you make today could be irreversible in the future." Peter wants to roll his eyes because _of course_ he already knows _that_ —but consequences be damned, he needs to right the wrong and this is the chance to do it so _why the fuck_ should he not. "We are still unsure if we're following a linear or a multilayered timeline."

"Yeah, well whichever one it is, the point is to stop all the unhappiness of the future."

He brushes her off, the screen in front of him displaying 100% on the side, indicating that Karen has successfully overridden the backdoor and Peter is free to move, once again. The lights are still red and the alarm is still loud but he guesses she left those on as a distraction for him to make use of.

"What do you aim to stop Peter?"

He crawls out of his hiding place, and back into the route of the chemical dump lab. But he stops before he can even go further. Steps—he hears them _again_ —and he knows those quick scurries of the feet are rushing to the where he came from, probably piecing together the connection between the mysterious stench of strong iron, and the sudden security breach. Instead, he looks around for a way to the closest window, all the while trying to gather his thoughts of what needs to be rectified.

"I need to stop the Sokovia Accords accords from ever coming up, that's the main plan. Which means I need to make sure that the damage taken from whatever's going to happen next month with Loki and the Chitauri army, and prevent Ultron from ever happening so that Mr Stark doesn't have to take the blame for the destruction he's going to cause." Peter nods to himself, as if he's created the perfect solution for whatever problem there exists—but he really hasn't. "That also includes the emergence of the Winter Soldier, everything that's going to happen in Nigeria, and ultimately, the Civil War."

He lists off, counting each and everything on his _to-do list_ like he counts every inch he crawls on the ceiling. He knows he's getting too idealistic – there's some things he knows he might not be able to prevent—like how exactly he's going to get a hold of Barnes before the Cap finds out about him, or if the series of actions he's going to take is actually going to stop the events of Nigeria, and maybe if he did change things, would they be changed for the better, or is he going to change things for the worse? He knows about that theory, of ripples and the current correcting itself, despite the spark of changes. He knows there's a lot of _flaws_ to his plan and it hurts to admit it—but this is all he has – it's all he can do.

"I don't want what our Tony went through in Siberia happening ever again whether it's this guy, our any other."

He whispers solemnly.

"How are you going to do that?"

There's a sudden burst of fire in his heart, one that allows him to quicken his pace across the ceiling, dodging lights and any bumps along the way. He's determined—that much he's sure of.

"I'll make sure Cap doesn't find out about Tony's parents—it's the only way besides the war on accords they could break off their friendship."

"Are you sure, Peter?"

"Yeah." Peter hums, still crawling away at the ceiling, a seemingly endless path to escape and freedom, but his chat with Karen allows for some proper thinking and that he appreciates. "I may not be able to change what the Winter Soldier has done, but I can at least save the Cap and Tony's friendship."

"That's very admirable of you to care for Tony so much as to save his friendship with the Captain."

"Well, if me and Ned ever fought the way they did—hell if I know what'd I do." Once entering a secluded area that seems to be a locker room of some sort, Peter crawls to the closest window which is far right above the corner. "Plus, I saw what happened to Tony after Siberia—he was a mess. And I will never forgive Captain America for what he did. But the guy in this time isn't that guy, and that's the only forgiving factor about this whole thing."

The window won't open. It's seems to be glued onto the frame, and the glass is strong and bulletproof. He's seen this before—the Washington Monument. But this time, he doesn't have height nor the aid of a hovering helicopter to create any momentum into breaking the glass. He clicks his tongue, trying to find the best way to break out. The place is still flooded in red, when he sees it—the shine on one of the lockers. It's small, and heavy, but it might just do the trick. He webs the place up, setting it for catapult. He shoots a web to the safe looking locker, and pulls it taut, swinging around the webs he's created to create more momentum, and when he knows the speed is right enough, he releases his hold on the web as the locker charges for the window, letting a loud crashing bang as Peter follows it out. The debris of glass bounce against his suit, with some even cutting through his mask and piercing his cheeks. But that's not a case of worry as of right now. He lands safely onto the ground, thanking god the floor he'd been on was the second or third off the ground or else he would've been Spider- _Splat_ rather than Spider- _Man_. With a breath of relief, he wipes the forehead of his mask as if there'd been sweat in there, and jogs a little in place, before vaulting off to swing back to Queens.

"You know what Karen?" He whispers to his AI, not quite finished with their conversation. "Who knows—maybe, while we're at it, we can even stop the Winter Soldier from killing anymore people along the way."

As he swings away from the chaos he left in his wake, the constant blaring of the alarm sirens remain in the tower, with Karen's hold on the security still very present—although the distance allows it to fade safely and slowly. The lights are still flashing red and Tony is ordering every single one of his personnel, up, down, left, right, and centre, to do something about this as he scrambles to his lab, trying to work out where the main source of breach came from. He knows it all started in Chemical Dump Lab, and he's extremely pissed he didn't bother checking the place out as soon as he knew there was something off with the smell—who knows whatever the intruder could've done to the place while he was gone?! But what he doesn't know is who or what was used to penetrate his system into going haywire because even though they've staved off the alarm triggers, the sirens are still going off as if he never turned them off—and he knows for a fact _he did_.

Happy and Pepper arrive into his lab five minutes later to see him fiddling through the computers and trying to work something out. Pepper comes in with a stack of papers and Happy is holding a clipboard in hand.

"Boss, I went back to the lab and found none of the chemicals are out of place, none have been touched or changed, taken or no new ones have been left behind." Happy steps forward, handing Tony the clipboard with a small and thin glass plate stuck to the clip. "There is, however, _this_ left behind."

"Blood?"

Tony takes the small glass off the clip, inspecting the brownish red tint inside that's indicative of what it is. His eyes squint and his brows are raised as he turns back to look at Happy.

"Whose is it?"

"That we don't know."

Tony growls as he chucks the glass casing back to Happy who catches it easily, throwing a dissatisfied glare towards his boss. Tony chucks the clip of back as well, and this time, Pepper catches it, allowing it fall on top of the stack of papers she is holding.

"Then what the fuck are you waiting for, go get it checked out!"

"Will do."

Happy murmurs, and Tony turns his focus back to the monitors that all display cut footage from the security cameras, and coding behind Jarvis and his security system. Pepper walks in fully into the lab, setting the papers down, as Tony sits on his swivel chair. She gently places a hand on Tony's shoulder, rubbing it with love in her eyes as the man sighs in almost some kind of content. He places a hand on top of hers, and grips it.

"That must've been what was causing the odd stench in the lab." He whispers, and Pepper nods sympathetically. "It was the smell of blood reacting to all the other chemicals surrounding it."

"That couldn't have been pretty to smell."

"Trust me, it wasn't." Tony bites his lip, his grip on her hand tighter. "Whoever it was must have been some kind of genius to use the chemicals to mask the smell of whatever was bleeding on them."

"Well, in the first place, it would take a genius to hack into your system." Pepper slips her hand out of his grip, and moves back to give Tony some space to continue working. "What's your next move?"

"I'm trying to find the source of the breach—it's not going well."

"Well, what has Jarvis said?"

"He's been oddly quiet."

Tony looks to the side, where one of the monitors are flashing. His eyes go wide before he rolls over to the screen, touching the an icon that seems to have appeared out of nowhere. He drags some items around, as if trying to make out what is going on. The red starts to fade, blending out as the whitewash lights finally come back to life, and the sirens quiet down to the point they're no longer heard. Pepper follows Tony, her heels clicking loudly against the tiled floor.

"Jarvis, hey buddy—you there?"

"Yes Sir."

"Great!" With a dramatic sigh of relief, Tony jumps up with arms wide and Pepper smirks beside him as the systems around them begin to stabilize. "Now, can you tell me what the fuck just happened and pull up your most recent security cam footage while you're at it."

"I'm afraid I cannot identify the culprit of the breach, sir."

"Why's that, Jarvis?"

"Their technology seems to be highly advanced and intricate, with codings I cannot recognize, and a technical architecture within its systems and protocols that don't seem to exist."

"Odd." Tony rubs his chin with his thumb, trying to process the brand new information, eyes still steady on the screen as displays show different calibration and other forms of system reboot. "Well, how about those cams, Jarvis?"

"I have recorded footage of the culprit."

"Okay, so why aren't you playing it?"

"The footage has been erased."

"What?!"

Tony snaps, hands banging on the table, and Pepper is quick to reach hand out to try and calm him down.

"Tony."

She whispers, a soothing voice that somehow gets through him, but he's still seething despite loosening his tense muscles.

"Is there any good news you would like to relay at all?"

He asks impatiently, his knuckles turning white as he tightens his grip on the edges of the table.

"A couple sir."

"Go on."

"First of all, the culprit is no longer in the tower."

"Doesn't matter if they're still in here or not, fact of the matter is they _got in_ here." Tony hisses, and Pepper takes a small worried glance over his shaking form. "What else have you got?"

"The culprit did not seem to have any malicious intentions."

"Come again?"

"The culprit did not—"

"No, no. I heard you the first time, I just want to make sure you're not broken." Tony grits out, hands letting go of the table as he begins to pace back and forth in front of the screen, Pepper nervously stepping aside to give Tony more space. "Because—fuck Jarvis, this person was able to hack into you, into the whole tower and almost put us on lockdown, and god knows what he could've done while he was in here. So please, tell me— _how the fuck_ does he not have any malicious intentions, _huh_?"

"Tony, calm down."

Pepper tries to reason with him.

"As per my observation through the security cameras, as well record history of the breach within me, the culprit did not harm or damage any of my systems or protocols, nor did they try to access any files, archived footage and voice recordings, or important and sensitive information."

"Then what did they do?"

Pepper asks kindly.

"They simply granted themselves access to the medical wing and deleted all recordings of their presence."

"If they deleted recordings of their presence doesn't that mean they did something they don't want us to see?" Tony asks, crossing his arms as he turns back to the monitors. "Tell me Jarvis, how are you sure you haven't been hacked to relay this false information to us—never mind the fact that this person, whoever they are, erased any trace of their presence, they could have also messed your system enough to erase any data within you of any bad thing they've done leaving you to believe that, yeah they didn't do anything but they actually did."

"Because I still have facial recognition of the culprit."

"Facial recognition? You saw their face?"

Pepper steps up, sliding the stack of papers on the table aside to give herself more space to work with, before she sits on the chair Tony previously sat at. She grabs one of the keyboards on the table and begins to type, trying to access the catalogue of facial scans done by Jarvis in the past.

"Because if you did, we might be able to determine if he's one of our employees who's decided to go AWOL."

"I cannot recognize the face from any of our employees, Miss Potts."

"What kind of infiltrator doesn't wear a mask to a heist?"

Tony lets out an exasperated roll of his eyes as he steps forward beside Pepper, browsing through the list of profiles quickly with his trained eyes.

"If I may say sir, they were not planning any sort of heist or damage. Merely, dropped by to use the medical wing and then leave."

"So they hacked the system so that they can't be seen fixing themselves up?"

"Yes sir."

"And you can't pull up video evidence of this?"

"No sir."

"How am I supposed to believe you?"

"I can describe what the culprit looks like."

"Okay, I'll humor you—partly because this is our only lead, and also partly because I still have faith in the fact that I've secured you enough to know that you can't be penetrated by anyone to give me false information at the very least."

"Even now you're still trying to protect your ego."

Pepper rolls her eyes, pulling away from the table as her search returned naught results.

"Well, yeah?"

Tony banters, eyebrows raised as if he's completely serious, the only giveaway to his sarcasm the smirk trying to creep up his lips.

"The culprit is a Caucasian male, five feet eight in height with brown hair, and undetermined age."

"Undetermined age?"

This time, Tony's eyebrow shoots up in serious confusion.

"His build is very much that of an adult, but his facial structure suggests otherwise."

"What was he doing in the med bay?"

"Stitching a rather disturbing and infected gash on his backside."

As if in deep thought, Tony abandons prying Jarvis, stepping out to face away from the monitor. He's getting a headache from the onslaught of information that's just not adding up at all. Plus, he hasn't had his morning coffee yet, and it's three in the afternoon, and _oh god_ he just wants to take a nap.

"Tony, this person could need our help."

Pepper steps up from behind, her voice laced with both unfiltered worry, and a sternness he couldn't quite get.

"If they needed my help they should've knocked on the front door and not hacked my fucking tower."

He snaps, not exactly happy with the situation—regardless of whether or not this person could've bled out and died, his ego was hurt, and they could be potential danger not just to him, but to the people he cared about.

"Tony!"

Somehow, that one thought sends him spiraling back into determination as decides to take complete hold of the situation. Briskly walking past Pepper as she tries to follow and keep up with him, he gestures for Jarvis to pull up a map of New York City.

"Jarvis, run a city-wide—wait no, state wide—facial recognition scan." He demands, hands fiddling with the holograms that flash up. "Check every inch of this state and city for any matches to whoever that person you saw was, and if that returns with zero results, stretch the perimeter to Maine up North and Virginia down south."

"Tony, that's a bit excessive."

Pepper tries, but she's ignored.

"Yes sir."

"Make sure to check all the street cams, every inch and corner of it all—even the homeless people."

"Tony!"

With her ever growing impatience, Pepper finally decides to step into the madness. She grabs Tony by the arm, pulling at his very expensive blazer as he squeaks out at her sudden course of assertion.

"What?"

"Don't you think that's a little too much?" She pulls once again, spinning him around to face her, before folding her arms and tapping her foot, looking at him as if daring him to defy her. "This guy is obviously in some kind of trouble and maybe needs our help, we can't just go hunting for him—what if he's innocent?"

"And what if he's not?" Tony grabs her shoulders, squeezing it tight, and Pepper sees a desperation flash through his dark eyes, before it turned into something cold, and hard. "I can't risk it Pep, you know that. This guy was able to hack into my system— _my_ system—something I built with the intricacy of all the things I know that can and will try to penetrate into it. No normal person can do that. We don't know who he is and what he wants, and I can't take that chance, okay?"

She looks on into his eyes—into his very soul that he tries so hard to hide. She knows why he's like this – she knows he's scared of losing her, because she feels it—his firm grip that shakes ever so slightly that if it was anyone else and not her, they would never have noticed how he wavers just a bit. But it is her, and she feels it— _she feels him_ —his fear that seeps into her very flesh and bones, and she can't help but nod in understanding.

And the scanning begins—it'll take awhile, maybe a couple of hours, or even up to eight. A process like this will take its time, but it's enough for Tony to fiddle more with his security to ensure that nothing like this can ever happen again. It's enough time for Happy to go through every medical record throughout all of New York City, trying to find a match to anyone at all within the area that could possibly _be_ or at the very least is somehow _related to_ the culprit. It's enough time for Pepper to send out apologies to everyone they invited to the gala—because they can't hold it tonight, because Tony is busy, and there might be something going on that they're not entirely sure of, and it's better for no one else to get involved. And most importantly, it gives Peter Parker enough time to decide.

Speaking of which—the little wall climber has long arrived to his destination. Hanging upside down from the top of the tall apartment complex, he peeks in through one of the clear glass windows of the small district in Queens. And he sees something he never thought he would ever have the chance to see—not for a very long time—again.

Smiling, happy, and delightful Uncle Ben—alive and well, ruffling a young Peter Parker's hair, as the small little boy who's too clueless, bounces around the stuffy living room, happy about his new test scores. There's a sting in his eyes, and an ache in his heart as he hears Ben's voice speak, _Well done Pete, I knew you could do it!_ There's a heavy lump in his throat that he refuses to swallow as Aunt May comes into the frame, big smiles and wide eyes as she hugs Peter for dear life, love overflowing her features.

"Peter, you seem to be in distress."

"Ye—ah."

He chokes out, unable to look away as he sees himself and Uncle Ben be ushered out of the small frame by Aunt May, she's talking about _dinner_ and _plenty of time to celebrate later_. And even when he can no longer see them, he still hears—he hears everything. From the drop of the spoon to the wooden floor, the faint garble of the television, Mrs Audrey from the floor below who is still alive – and in five years time, she'll no longer be – to his excited chatter about the latest Iron Man news.

"I'm sorry, Peter."

Peter wants to tell Karen to _shut up, you don't know half of it_. But he can't even bring himself to breathe, let alone speak. So he stays quiet, still hanging upside down, with tears refusing to leak. After what feels like an eternity – when the sun's finally down, and the oranges fade into darkness, and he hears Aunt May washing the dishes, and his snores from the couch as Uncle Ben laughs with mirth at his bad habit of falling asleep while sucking his thumb—only then does Peter move. But he doesn't move far. He stays on the roof of the tall apartment complex, and lays down with his arms and legs spread as he stares up the skies.

"Hey Karen." He mutters softly, and there's a small _hm_ that responds to him. "If I undo everything—I won't be Spider-Man anymore, right?"

"There's is a very small chance you will be."

He swallows at her response.

"If I undo everything that's happened so far—the Chitauri invasion, the attack of the Winter Soldier, Ultron, the Sokovia Accords, the Civil War, what are the chances I could still be Spider-Man?"

"I estimate a 12.8% chance of you becoming Spider-Man."

"That low?" He purses his lips. "How come?"

"The catalyst for the creation of the super spider that bit you is a direct reaction to the destruction caused by Ultron."

Karen begins, and Peter sits up, mask still on. His ears are listening, but he can't seem to focus—he stares up ahead, from this distance he can see Stark Tower in all its lavish beauty and extravagance. He thinks of how he's only actually been there three or four times—he's made a home of the compound, but Tony sold that tower before they even got close. Yet somehow, it holds some kind of pull on Peter's heart.

"In the aftermath of Ultron's destruction, the government issued OSCORP, the leading biomedical and biochemical company in charge of creating advanced reusable energy sources and new medical equipments to create a super soldier serum that would be used to inject into normal civilians in order to fight the battles that Avengers fail to do so—or, in the case of the Avengers going rogue."

"Right, I never knew that's what they used those things for."

"It was a process of extreme trial and error, the idea being to take the maximum limit of the human body, from their strength, to their speed, their rate of survival and process of aging, and create a hybrid of all these things into one single serum." Karen explains, and Peter's eyes go slightly wide at the brand new information. "However, before that became a possibility, they first experimented on other species—more specifically, on spiders."

"So let me guess, they gathered all kinds of spiders, took the most valuable asset of each and created a substance with it, injecting them to regular home spiders for testing?"

"You are correct."

Peter clenches his jaw, and balls his fist right.

"What happened after that?"

"When the test results came back, these new spiders dubbed _super spiders_ were contained within the OSCORP museum, the one in which you visited during your school trip and unfortunately—or fortunately so—ran into, with one accidentally biting you." Karen takes a small pause, and Peter wonders if she's calculating what she's supposed to say next, or if that's just the end of it—but she speaks again before he can even ask about it. "As the serum was still incomplete, the spider died transferring its newfound capabilities onto you. Because of this breach in data, the super soldier serum that OSCORP was developing became unsuccessful and the government pulled their funding towards it, changing its strategies instead towards regulating the activities of enhanced individuals under the guidance of the American government – these were the first and early drafts of what would later come to be the Sokovia Accords."

"So, without the destruction of Ultron, there might never be a Spider-Man?"

Peter squeaks out.

"Unfortunately."

"Well that kind of sucks." He laughs, quite breathlessly – but not in the carefree way he normally would, instead, his chest hurts and his lungs can barely take in the truth of the situation. "How do you know so much about this Karen?"

"Mr Stark has programmed this new information into me."

"Why?"

"He was first curious about the origins of your powers, but when he found out it was direct result from not only OSCORP but the government trying to undermine him, he wanted to both you and he to be informed should there come a day it becomes handy."

"Makes sense."

Peter nods, letting go of his balled fist, and standing himself up. He notices the slight flicker of light in one of the windows, and realizes it's _their_ window. Crawling back to the side of the building, he peeks in again, one last time, his breath misting the cold glass. He sees Uncle Ben ushering the young Peter to bed, and Aunt May turning off all the lights. It's nearing midnight, and he never realized until then just how long he's actually been in Queens. With a deep and heavy sigh, he speaks as he watches May lean in to kiss his small forehead, and Ben patting the top of his head.

"If I'm not Spider-Man, Uncle Ben could still live—right Karen?"

His voice cracks.

"I am not sure, Peter."

"If Uncle Ben lives, and if I'm not Spider-Man, and the Civil War doesn't happen, Mr Stark will have no reason to meet with me, and recruit me, and take me under his wing." He continues on, as if Karen has the answer to all his hopeful enquiries—she doesn't. "If I undo everything, I might undo meeting Mr Stark."

There's a beat of silence, before Karen speaks, almost in a patronizing way – which is stupid because AIs shouldn't be able to make him feel like that.

"Are you okay with that Peter?"

"No." He says in a hard edged tone, that echoes certainty. "But I'll do it anyway."

"Why is that?"

"Mr Stark never really needed me—I was the one who needed him. With me gone, he'll have one less thing to worry about. Plus, if he and Cap maintain their friendship, he wouldn't need me to help pass his time."

"Peter, I am sure that Mr Stark cares very much about you, and would not like you to do whatever it is you're planning to do." Karen tries to reason, her voice trying soothe the flaring insecurities of the young fifteen going to sixteen year old. "He was very happy to have met you Peter."

"Yeah, I'm really glad I met him as well Karen." He chokes out, almost a sob as he sees May and Ben leave his room, the little him snuggling deeper into his blankets with a small contented smile. "But there's just some things that need to be done, and this is one of them."

"Are you sure about this Peter?"

"Yeah." He nods, one last look through the window, before he climbs back up to the rooftop. "Plus, if Uncle Ben lives, I won't really need Mr Stark anymore, right Karen?"

Standing there, he flicks on his web shooters, the diagrams rolling in behind the screen of his focal lenses.

"Was Mr Stark a replacement for Uncle Ben?"

Shooting a web to the closest building, he pulls the web taut, and holds onto it, eyes focused on his way back to the tower.

"No."

"Then what makes you think you won't need him if Uncle Ben lived?"

"I don't know."

He murmurs softly, before swinging off the rooftop of his apartment complex, careful to only hide in the shadows of alleyways as to not attract attention. He tries to drown out the noises of people calling for help, of late night crime in Queens, because he can't do anything for these people right now—there's things he must prioritize, things he must do first.

"If I had it my way, I'd have both of them with me forever." He continues his conversation with Karen, a way of distraction, and she's pleased to accommodate him. "But we can't have it all, right Karen?"

He asks rhetorically. Instead of an answer, he gets an apology.

"I'm sorry Peter."

And that's all he needs to hear right now.

"I know."

Clicking his tongue, he breathes in rough city air, its untamed and the lights that guide him. He thinks of the wars they've fought in his time, the broken friendships, and the people he couldn't save. He wonders if not being Spider-Man meant he wouldn't have to carry that burden – the status of an icon. Things might've been better if superheroes never existed at all.

"Damn." He hisses, reeling back his thoughts before they stray further away. "Where did all the good go?"


	3. fuck with the stars

_same two streets_  
 **fuck with the stars**

 **Summary:** The world tears itself apart trying to right the things that have gone wrong, and Peter falls—for the sake of Tony.

 **Prompt:** Reading through the summaries of some of the Spider-Man crossover with Avengers stories before Spidey: Hoco came out, and I thought well, things would certainly be different if Peter was present throughout the whole Avengers formation and thereafter arcs, and I love secret identities and angsty hiding secrets so this, this is what happens when I can't find the perfect story I want to read—I just wrote it myself and while this is in nowhere near perfect at all, it's a little closer to my ideal "Peter Parker meeting the Avengers but they don't know he's a kid and fifteen with all these crazy emotional baggage shit". Also, I'm very curious about Peter's perspective on the whole, _if I could go back in time will I forfeit being Spider-Man to keep Ben alive, but then that would also mean I'll never meet Mr Stark—so which one is it, Peter?_

 **A/N:** This chapter has not been read over for mistakes and grammatical errors. (WARNING, ONLY READ THIS NEXT PART ONCE YOU HAVE FINISHED READING THE CHAPTER! SPOILER ALERT!) Peter spends an unhealthy amount of time on the rooftops this chapter, doesn't he? Lmao. Well, it's all he can really do to hide himself from the public eye. I really wanted to use this chapter to explore more of Peter's character—there's a big sense of difference here bc I wanted to create a parallel of him being a child in this timeline, and the fact that he is not. He is essentially the latter half of being 15 years old here (the timeline being, Peter was 14 in Civil War, newly turned fifteen in Homecoming, making him roughly around early 14 years old when he first got his powers (altho I do mind someone somewhere stating that Peter's had his powers for about a year and half during Civil War which would make him about thirteen years old when he acquired them in the way I'm using his age but just for shits let's say he got his powers earlier in the year before Civil War okay). Homecoming is set two months after Civil War, and this is eight/nine months after Hoco so just please bear these dates in mind so that you don't get lost—I know I do. Anyway, this chapter was supposed to help Peter realize that there's a lot more things that will impact the way he changes things in the past, it was also supposed to explore Peter's budding maturity, if you will—like the first para states about his inexperience, and coming into this new world with new and different opportunities. Peter has a lot of worries that he wants to forget about, and this is how he chooses to cope with it—by fulfilling some of that craving he never has time. Hoco explores a lot of Peter being a kid while also shouldering that adult responsibility of saving the world—I'm trying to cash in on that. Bc Peter is a semi-adult but at the same time he still has tendencies of a child, which you saw in this chapter. He needs that adult support, a pillar to lean on, and being someone who's stuck in a world where doesn't know anyone, he's inclined to make rash and terrible decisions. I hope you all held on to the end and didn't find this chapter boring, it's a little bit of a filler since like I said before, there were things that had been moved from the last chapter to this chapter to accommodate the length of the last chapter and the events of this chapter is used to fill in some of the gaping holes that move left. Aside from that, I rly wanted a chapter to just focus on Peter as grown boy, I also wanted to incorporate Liz bc I love Liz, l think she's a darling, and I wanted to also include Toomes bc thinking back to Hoco, it was clear that he too was affected by some of the things that happened to the Avengers. So I hope you all enjoyed this. Last thing, did anyone else pick up on that small Marvel character cameo? I mean look—it was a one time thing for this chapter, it's not something too big to worry or fret over, they have absolutely no connection in the comics either, as far as I am aware of, but I needed a character and I pulled her out. If you knew me at all, or have read my stories for awhile you will know that I love that family so much, and if I could I'd inject them into all my writing, but that's not really ideal—is it. Nonetheless, it was a one time thing and they won't be appearing anymore in this story, and if you wish they would then I'm sorry, but if you didn't like or care about it, it's not going to happen again :)

 **Disclaimer:** I just don't own The Avengers, be it the comics, films or cartoons.

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Peter never tried the teenage life, like how Tony told him how to. Well, _told_ as in, prattle on stories about his drunken misadventures, experimental use of drugs, and fuck nights with pretty girls that smelled like bad decisions. Tony always, _always_ makes it a point to remind Peter that _he_ should be better—even though, deep inside Tony's heart, he knows Peter already _is_. This means that Tony explicitly forbids him to do any of those things listed above. Peter always snarks back with a playful roll of his eyes and a small elbow to the ribs. _Have you met me Mr Stark, I'll never be able to do any of those things even if I wanted to—I'm too much of a priss_ , Peter would say. And while he thinks being a _priss_ is a terribly awful thing, Tony cannot help but be happier that Peter is _too much of one_ as he says, because it at least ensures that he'll never make the same mistakes Tony has.

But tonight's different. Peter says _screw it_ to all that tightness that binds him to the ground, and he'll trade his morals for the highs, just for tonight— _if he can find a way to get out of his suit, that is_.

Swinging lazily across New York City, a little ways off from Manhattan, he lets a smile tug up his lips underneath his mask. The city breeze is soft against his covered skin as he falls freely from building to building, before catching himself by one of his webs. Karen is quiet, and the night is peaceful. Even miles away, he can smell the scent of strong alcohol, chalky make-up, and salty sweat. Curiosity gets the better of him, and swings across New York, spying a small club down one of the less popular streets in Brooklyn. The place is packed with young people, so much younger than him, all lined up trying to get in without ID. He lands on the roof of one of the buildings across the club, Karen working to disable every camera within the perimeter that could catch any glimpse of Spider-Man. Peter looks down from the roof to see girls in short dresses and high stilettos, walking into the shady looking building with mesmerized men following hot behind their trail.

"What's going on here, Karen?"

Peter asks, his lenses zooming in to a small focus.

"It seems to be an ordinary club, Peter."

"Ah." Peter breathes, the neon lights catching his interest as they flash through the dark street in luminous pinks and blues, psychedelic colors he's never experienced before. "Hey Karen, you think we should go down and join the party?"

"Peter, I must remind you that you are still in your Spider-Man outfit." Karen's sweet voice hums, not as a reprimand, but in an alarming tone nonetheless. "If you wish to _join the party_ as you say, you must change into regular clothes."

"Yeah, because I have any of those with me."

Peter scoffs, leaning forward just a little bit more to get a better view of the happenings below, before he shakes his head and pulls away to detach himself from the cemented railing of the roof. He flips back in a stand, stomping his foot a little to balance himself.

"Well, since we can't party, and going back to the tower right now is out of the question, why don't you tap into the police scanners and see what's going on in Brooklyn?" Peter snickers cheerfully to himself. "I'm sure Cap would appreciate it if we protected his city for a little while."

Karen obediently follows Peter's instructions. It takes a few minutes for her to reach anything online as the difference in technology between her and of this time is vast, resulting in a longer adjustment period.

"Two men are harassing a woman one block away from the club."

"Got it."

Peter is quick to jump off, heading straight towards the location that Karen helpfully maps out for him. He swings quick, his stitched up side shooting small prickling pain, but he ignores it, revelling only in the vibrant feel of the dark city sky and the lights that glow his way. He arrives at the scene, curling himself behind one of the sleek black cars, eyes taking note of two tall shadows hovering over one small figure. The men breathe out mischief, and morbid snickers smelling like booze.

"Hey Karen, is there anyway we can do this without being seen?" He mumbles, crawling slowly, careful not to trigger any other noise. "Wouldn't want Spider-Man to debut earlier than he's supposed to."

"Mr Stark has recently installed the first version of your suit's stealth mode, would you like to give that a try?"

"Really? That's awesome!"

Peter exclaims, a little too loudly for his own liking. He sees one of the men turn to his direction, and he huddles himself further into the car, watching as the man raise a confused eyebrow whilst looking around, before shrugging it off and turning his attention back to the lady.

"When did he do it?"

"Two weeks ago when you asked him to fix the fried wires that was a result of your failed sneak attack against one of the biggest underground drug businesses."

"Oh yeah." Peter squeaks, a little bit of shame in his breath, before quickly recovering with a cough. "What can the stealth mode do, Karen?"

"This is just a prototype in the works, therefore there are not a lot of features fully developed." Karen explains, as Peter begins to fiddle with the spider drone on his chest, the tips of his toes and fingers just about ready to jump up in case the men decide that talking is no longer enough. "It can however, turn your suit black from head to toe, enough to hide you in the shadows. Will that be okay?"

"Yeah, yeah, yeah." He nods vigorously, extremely aware of the steps the men are taking to get closer to the lady. "Anything really, just to ensure that no one sees me in the Spider-Man get up, you know?"

"Of course Peter."

His whole suit lights up, scaling every inch of fabric and turning it into the darkest shade of black. Peter's eyes go wide behind his mask, a small _wow_ escaping his lips.

"Thanks Karen, you're the best!"

Peter jumps off his hiding spot just in time to see one of the men take a big step forward to reach out a hand and grab the lady. Peter shoots a taser web at the fingers that were ready to claim what is not rightfully his. Confused, the man turns only to have his hand pulled up to smack himself on the cheek.

"What the fuck?"

The other man shouts, one hand behind to grab whatever weapon he's hidden in his back pocket. Peter is quick and doesn't give him a chance to use it as he slides to the ground and sweeps the two men off their feet with a strong kick of his leg.

"Man, you trying to kiss a girl with that mouth?" Peter wittily crows as he jumps to his feet, pulling one of the guys up and then throwing him against the wall and shooting another web to lock him in. "I don't think you'll get very far with that kind of tactic, buddy."

The other man scrambles to stand with heated aggression evident in his eyes. He lunges for the black clad figure, only to run straight into the wall his friend is attached to, Peter jumping up in time to dodge the attack.

"Maybe you should listen when a girl says _no_ —unless you want to spend your forever alone time in jail."

Peter shoots another web, sticking both men together on the wall, face to face. With a masked grin, he turns to look back at the scared lady, mid twenties, wide eyed, and desperately trying to crawl away from the scene. He frowns at the sight, and tries to take a step forward.

"Hey, are you okay?" Peter asks, gently, as the girl shakes frantically, backing herself further against the wall behind her. "No, no, no, don't worry—I'm not going to hurt you."

The lady doesn't seem to calm down, and Peter curses to himself, careful not to take another step closer as he mumbles for Karen to check the lady's vitals.

"Aside from scratches on her knees, there are no other visible or immediate injuries, or any other threats to her health. She is completely unharmed."

Peter only nods, looking regretful at the the scared figure huddled away from him. She's pretty – he's got to admit – but not Liz Allen pretty with big doe eyes and precious lips, and she's not Michelle Jones pretty with a grungy kind of suspicious glare and always knowing smile. She's kind of like, Aunt May pretty, with the nice innocent and worried eyes, and wild messy hair that can only look better tamed. Peter doesn't try to dwell on all of that though, he's sure she's not going to want to be touched right now—not especially from a stranger who's dressed in what looks like an all black latex. He's not _the_ well known Spider-Man in this time, he has to remind himself. He's not recognized by anyone and his help will not always be welcomed by the people of New York because they're not used to it—in here, he's just some random vigilante that's showing up at the right time.

"Can you get home okay?"

He asks slowly, arms crossed as he leans forward a little bit, mindful of the distance between them. When she doesn't reply, only staring at him with wide eyes, Peter hums a shrug, deciding fully to just try his luck. He extends a hand for her to take, and she looks at it, confused and unsure. A long five minutes passes by, Peter is still offering her his hand, just waiting for her response. A few minutes more, before she finally accepts. With a soft tug, he pulls her up to a stand, and stumbles forward. He catches her well before she falls back again.

"Hey, don't be scared, okay?" He speaks softly, awkwardly patting her shoulder. "I won't hurt you."

"I—I know."

The girl talks, finally, soft voice as she looks Peter, in his all black attire, up and down.

"Um, I have to go." Peter tries to pull his hand away, and she lets him go shakily, with a soft nod. "Do you need help getting home?"

"No, I'm fine." She bites her bottom lip, eyes nervously darting to the two unconscious men across the other wall. "I just, thank you."

Peter nods, smiling—although he knows she can't see it. He turns away from her, running off to the corner, ensuring she's no longer in seeing distance, before shooting a web to one of the buildings and pulling himself up to the roof.

"Okay Karen, anything else?"

"There seems to be a lost and wandering child by the gates of Coney Island."

"Really?" Peter breathes as he runs through the roof of one apartment complex, jumping up to the next, his webs catching him every time. "Okay Karen, show us the fastest route."

"Yes Peter." Karen systematically calculates, the screen littered with her rerouting. "I must also warn you Peter, you are running low on web fluid."

"Shit." Peter curses, a hand instinctively down to his side belt where he keeps extra capsules of web fluid, only to find none left. "I have to go back to the Stark tower, don't I?"

"It would be best for you to." Karen explains, quite sympathetically, if an AI could sound like so – and Peter's sure if there is an AI that could, it'd be Karen. "All the equipment and chemicals you need to create another batch of web fluid is available in the tower."

"What am I going to do about Mr Stark? I can't keep hacking his system through you." Peter rambles, panic rising like bile up his throat. "He's not stupid, he'll figure out a way to catch us, one way or another—heck, he probably already has!"

"Then might I suggest telling him the truth?"

"Karen, _no_." Peter lets out a frustrated hiss at his AI, completely unwarranted, and if you asked him—he didn't mean it _at all_. "How many times do we have to go over this?"

"It was only a suggestion Peter." Karen tries to explain, her voice ever so understanding and Peter begins to wonder the many times since he's arrived here that he's snapped at Karen. "But it is the most advisable suggestion I can provide."

"I'm sorry Karen, but right now, that is _not_ an option." He grits out, still swinging through Brooklyn, the corner of his mask indicating all the street cameras that Karen is continuously trying to intercept. "But if you can come up with anything else, I'd greatly appreciate that. For now though—"

Peter lands on top of one of the Coney Island roller coaster rails—ironically enough it was that same rail he had rested upon the night of homecoming. He shakes the stray thoughts away and focuses himself instead on trying to find any signs of a child running around.

"Karen, any idea where the kid is?"

"Yes Peter, heat signature is emitting from the car park, on a slow trek to the boardwalk."

Nodding, Peter jumps and heads for the next railing, shooting a small web out to help him swing down to the rough tarmac of the parking lot, dusted with shards of sparkling sand. He follows Karen's directions, eyes sharp as he tries to fight through the darkness, a tight constrict holding his heart as the events of homecoming begin to slowly replay itself in his mind— _no consent whatsoever_.

The dust.

The fire.

The smell of concrete.

The smell of sweat.

Mr Toomes.

 _Liz' crying face._

There's a thumping in his chest he tries so hard to ignore, but breathing is hard as he almost sees that very night unfold before his eyes—the debris and shrapnels scattered all over the place, smoke that clogged up his lungs, and pain that shot through his arms as he tried to save the Vulture. Back then, it seemed like all of that had been the right thing to do, and to him, it still might just be.

"Karen, where's the kid?"

He scolds, a harsh breath leaving his iron flavored lips.

"Peter, she is right in front of you."

His eyes widen. Peter tries to shake off the hysteria of his memories playing back intrusively—all vivid as if they have always been there. He chokes on invisible smoke, his vision blurring, before the morbid images fade amongst themselves, disappearing into the New York City night, and he stands there in front of a crying little girl, head buried in her palms as she cries for her father. Peter wonders when and how he got here again—for a moment there, he thought he'd been reliving homecoming night, and the fear that grips him is chilling. Coney Island is _dangerous_ for his mental health, he concludes.

"Hey, hey, kid!"

Peter exclaims, scrambling towards her as he falls to his knees in an attempt to console. The little girl takes a small peak between her wet fingers, and shrieks, seeing Peter's black attire.

"Wait, no!" He cries desperately as she tries to pull away from him. "No, no, no, look!"

Peter wills Karen to turn stealth mode off, his suit flickering back into its original form of red and blue, streaks of bright light sparking as it tries to correct itself. He stands and takes a careful step forward, as she takes a step back of her own.

"No, don't be scared, I'm not going to hurt you, okay?"

He reasons, feeling a sense of déjà vu from just thirty minutes ago of trying to coax that lady who was being harassed into the beckon of his safety. The little girl hiccups, tears running down her delicate face—and her eyes are so big, like drops of doe. Like—like the way Liz' eyes are.

"I'm here to help, okay?"

"Wh—who are you?"

"I'm—I'm Spider-Man."

Peter breathes, biting his tongue as soon as the words leave his mouth. He knows he'll regret it later, but at that moment—it feels right to just _say it_. She's a kid, and she needs help, and Peter remembers feeling helpless at that age, waiting for a hero to come and save him—and then, Iron Man came.

"S—Spider-Man?"

"Yeah."

He takes another step forward, even more careful than before. He hopes she doesn't take another step back. He waits a moment for her movement, but she stays still, so he takes it as a sign of acceptance. Peter slowly makes his way over to her, bending down to kneel once again, his gloved hand gently patting her back. It's less awkward with her than it was with the other lady.

"Are you okay?"

"I want my Daddy."

She struggles to say through her tears. Peter is tight lipped, unsure of how to deal with small, crying children—but he tries nonetheless. He continues to pat her back, occasionally rubbing small circles to soothe her.

"We'll find your daddy."

"You promise?"

"I promise."

"You're not going to hurt me?"

She shakily asks, lifting a tiny little pinky up. She's nervous, he can tell, but Peter doesn't miss a beat of crossing his own pinky over hers—completely eradicating all her doubts with one small gesture.

"Never."

She nods, satisfied. Unsure of what else to do, Peter scratches the back of his neck whilst shuffling to his feet, trying to think of a conversation starter while also calculating to go about looking for her lost father.

"Hey, how'd you lose your dad?"

He asks casually, hoping to get answers that might just help.

"We were both leaving Coney Island because he took me out for the day." She begins, frantic and breathless. "Daddy works a lot and today is his only day off and he wanted to spend it with me."

Peter nods along, listening carefully to every word she says, in hopes of cluing himself in on any useful information. He feels her small frame begin to shake again as more tears form in the corner of her eyes, and he grabs her hand, squeezing it tight.

"But then he had to take a very important call, and there was a lot of people, and I saw something really pretty and I tried to chase it but it disappeared and when I looked around I'm back in Coney Island and I can't find my daddy."

"What was this pretty thing you were trying to chase?"

"A pretty purple light. It was bright, and it was floating."

There's something weird about her story—glowing purple thing? Sounds a little like something he's encountered before. He doesn't let his suspicions show through though, instead he continues to prompt the little girl into interacting with him, hoping to calm her down.

"I see." He nods gently, looking her in the eye through his mask as he speaks. "What's your name?"

"Liz."

 _Li—wait, what?_

"Liz?"

If things couldn't have been more ironic than they already were.

"Yeah." She nods shyly, and Peter can see the similarities, from the eyes, her dark skin almost the same shade in this lighting, and those lips that pout in that small precious manner. "Liz Allan."

"Liz Al—"

 _Oh shit._

"O—okay." Peter stutters, his throat dry as he throws a quick glance up to the sky, silently pleading God to stop this cruel, _cruel_ joke he's playing at. "Okay, L—Liz, I'm going to help you find Mr To—I mean your dad, okay?"

She nods, wiping the tears gathered in the corners of her big doe eyes with her small hands. Peter breathes in the nerves, wondering what it is in him that attracts so much trouble and _unnecessary_ bad luck. Of all people—of all _places_ , it just has to be.

"Hey Mr Spider-Man?"

Liz timidly asks, breaking Peter out of his inner crisis as he turns to her.

"Yeah?"

"Can I see your face?" She asks shyly. "Please?"

"Peter, I believe that is not a good idea."

Karen berates and Peter would have to agree—if not for those massive doe eyes staring at him with all the goddamn innocence in the world. Damn, even as a kid, Liz is very, _very_ pretty. And he really can't say _no_ when she looks at him like—like _that_. So ignoring Karen's warnings, he removes his mask, smiling at her as he does so. Liz reaches up, trying to ruffle the curls of his brown hair, and giggles at the softness of it.

"Happy?"

"Yeah."

"Right, up you get."

Peter says, pulling her in closer as he lifts her up, her small fist tight on the fabric of his suit. He stands and softly drops his mask down on her lap, carrying her in one arm by her legs. He can taste the salty beach air that roughly blows their direction, and he holds the little girl tight and close to his chest. He concentrates on his senses, trying to find any sound or movement that could indicate maybe another person on the beach. Maybe Mr Toomes is out here, coming back to look for Liz.

"Hey, Mr Spider-Man?"

"Yeah?" He mutters absentmindedly. "What's up?"

"Why do you wear a mask?"

"To keep my identity safe."

"Why?"

"Because I have people to protect." He tries to explain calmly, running fast out of the parking lot, back to the main city. "And if people find out who I am, the bad guys will try to use those I love to hurt me."

"That's not good."

"No it's not." He smiles down on her, fondly. "Hold tight."

Peter shoots a web as Liz buries her face into his chest, scared. He swings out, the air assaults his now unmasked cheeks, and Liz whimpers silently in his hold. After a few minutes of swinging, they're finally out of the Island, and Peter lands gracefully on one of the darkened streets of Brooklyn. He gently sets Liz down, still keeping a tight hold of her hand as he takes his mask from her lap and slides it back on, asking Karen to switch back to stealth mode as he does so. Liz looks at up at him, trying to make sense of his presence, of his small stature – her daddy is definitely bigger than this small boy – his skinny arms that flexed muscles hidden beneath the now black suit. There's something quite safe and familiar about him, something she can't quite get. But she knows she can trust him— _definitely_.

"I promise I'll never to tell your secret."

She suddenly blurts, and he turns to look down on her, surprise evident in his voice.

"Oh, really?"

"Yeah!" She swears erratically. "Not even to my dad—I'll protect you Mr Spider-Man!"

"Thanks Liz, I really appreciate that." He laughs heartily. "I really do."

"And if we find my daddy, I want to thank you."

She adds on, even more excitedly.

"You really don't have to do that."

"But I do!" She protests, seeing him try to deny her. "What would you like Mr Spider-Man?"

He shakes his head vigorously, but Liz just looks up at him in dismay. Really, he could laugh – because she's looking at him in that way only Liz would—like that time he said he couldn't make it to nationals, or when she asked him what he was sorry for.

"Come on, tell me!"

She demands, and he couldn't help the snark coming out of his mouth as he jokingly whispers – more to himself than to Liz.

"Some casual clothes to wear would be nice."

"I'll get you some!"

Peter realizes his mistakes a little too late as she looks up at him in glorified happiness.

"What?"

"You can borrow my daddy's."

"Here, I—"

Another protest begins to form in his mouth but Liz doesn't give him the chance to _speak_.

"You can find my house and I'll leave it outside in my window, okay?"

"Liz, you really don't—"

"No Mr Spider-Man, my daddy always told me to be grateful to anyone who helps me out."

 _Damn, Toomes taught Liz well._

"Okay, I'll take it."

Just as he gives in, he hears soft puffing breaths, and Karen details the height and the features of a man just a few yards away, effectively convincing Peter that it is Tomes coming their way. He snaps his attention away from Liz who is still prattling on and tugging at his hold on her, his lenses focused on a heat signature that's moving closer and closer.

"Liz?"

"Yes?"

"Your dad's here."

He mutters before gently letting go of her, and then sending a web up one of the buildings. He pulls himself up as soon as his hand leaves hers, and Liz' eyes widen in confusion. Peter doesn't have time to explain, instead he gives her a salute as he swings up to the top of the roof, in time to avoid Toomes rounding up the corner to see a frantic looking Liz, staring up at the skyline in which Peter had disappeared to.

"Liz, sweetheart!"

Toomes cries out, scrambling to his daughter as he pulls her into a tight hug.

"Daddy."

She mumbles, her small figure shaking, and Peter can see from the distance on top, the silent tears that gloss over her doe eyes. She breathes in her father's scent as he pulls her away, hands running through every inch of her to make sure she's okay. His hand slides over her hair, to her arms and little waist, before he pulls her in for another hug, releasing a tight breath of relief.

"I'm so glad you're okay."

Peter watches the scene, smiling at the sight. He tries to remind himself that this Toomes—he hasn't done anything yet. Just like how Captain America hasn't betrayed Tony yet—heck, they probably haven't even met yet. Toomes is still innocent – he's still a working man, he's still a family guy, and he still has yet to let greed takeover him. Peter thinks back to his list of things to do, and he wonders if there's any way he can change things for Liz and her family too, the same way he plans to for Mr Stark.

"Peter, you only have twelve percent of web fluid left."

Karen reminds him, and he sighs, wondering what he'll do with just that.

"Is that enough to get us back to Liz' house to grab those clothes she promised us?"

"It would seem so."

Nodding, Peter jumps off to the next building, the distance close enough that he didn't need to web his way there. Instead, he tries to save the last bit of his webs for distances he knows he won't make. He's fast and efficient, the time glaring 10pm at the corner of his mask. He wonders how long Liz had been loitering around Coney Island for, and he wonders how long Toomes had been looking for her. He wonders about Mr Stark, and if the man has found him out yet. He wonders about Uncle Ben and Aunt May, if they're okay, and if the younger version of him is doing well. He would be asleep now— _he knows that_ , because he should've been two hours ago, because that was his assigned bed time back then. All these thoughts whir around his head, and he arrives atop Liz' house in record time, silently waiting for their arrival.

It takes a long good hour of waiting, before he hears the engine coming up the driveway. He looks up from his position, sprawled like a cross on top of the roof, before he sits up like he's coming out of some sort of a coffin. He sees the blinding orange light that floods the silent neighborhood, and he listens to the father and daughter getting out of the car. He crawls a little to the edge, seeing Liz bouncing up to their front door. The house looks so much different from what it would be, five years from now. Peter can tell how much money Toomes ends up raking in with his illegal business, because he knows all the improvements made at a later date would not be possible without that extra flow of cash. He sees the small home, its simple and it's warm, but it's nothing like the extravagance he once visited—the many windows are replaced by red brick walls, and the marble countertop, he can see from outside, is just a simple wooden table.

He watches from his position as Liz shuffles in her room, going out of it for a few long minutes before coming back with a handful of big clothes. She folds them nicely, and delicately, with her small fingers, and her mother comes in asking what she's doing. Liz just shrugs and holds the clothes close to her body, marveling the scent of her father. Her mother can do nothing but smile, patting her head before she walks out of the room, leaving Liz once again back to her own devises. A few more minutes before she's completely folded the clothes and stacked them up neatly. She leaves it by her window, the glass frame slightly ajar, with a note scrawled in curved writing. She closes her curtains, but Peter knows that's his cue. He shoots a web and flings the folded clothes towards him, taking the note in into gloved hands, and reading it through his spider lens.

 _Here's your clothes, Mr Spider-Man. Daddy wore this when he was still thin—I hope you like it!_

– _Liz_

Peter smiles at the gesture, and shoots another web at the window, aiming for the pen she left just beside the former stack of clothes. He swiftly catches it, scribbling his own reply to her, before shooting the note back to the window, his web helping it stick on the right side.

 _Thank you!_

– _Your friendly neighborhood Spider-Man_

After that, he quickly unzips himself out of his suit on the rooftop, throwing it haphazardly on the floor as he is left in his underwear, pulling the faded jeans up his torso and pulling the shirt over his head. He then layers on the leather jacket provided for him, and then puts on the socks, before the shoes. Once he's dressed, he's finally feeling a little bit more loose and free, and _he could not be more thankful for that_. Fully suited up in casual gear, he jumps down from the roof and slips through the back, tucking the suit safely inside the leather jacket. He's aiming to make it back to Brooklyn as fast as he can.

He orders a taxi on the way back to the club, fully intent on drinking the night away with the stash of cash he's hidden in one of his belt pockets of the Spider-Man suit. Quite ironic of him to not have any web fluid left but he's got enough money to blow on a couple of bottles of drinks. Upon arriving, he slides to the roof across, grabbing the money, before he throws his suit at the most shadowed corner of the area, shooting up all remaining web fluid he has left to hide every inch of red and blue. Once satisfied that all there is is white looking netting stuck to the wall, he nods to himself before crawling down the fire escape to the back alley, and running for the club. He lines himself up outside, the crowd of people still willing to get inside never dying down. And Peter can smell the alcohol stronger now, and he can feel himself vibrate in excitement. Man, he really _needs_ a drink tonight.

It takes a long time before Peter gets inside—and by the time he does, it's nearing half past twelve and the DJ's calling it his last playlist of the night, yet there's still too many people in the club. He thinks back to arrogant Flash and his make-believe _dj skills_ , and he wonders how he's doing right now. Just like Mr Toomes, and Captain America, the Flash of this time has done him no wrong—just yet. They're all innocents, unknowing, clueless people who Peter has the chance to change for the better. But he doesn't want to think too much about it, at least not right now—because there's so many different scents of cherry alcohol and smoked breaths lingering around him, and the lights are bright and dark all at the same time, and his senses are dialed to eleven.

He buys a shot, and another one, and another one after that—until he's flopping on the bar with ecstasy pulsing through his fingers, and wonder in his eyes. He sees the bartender, dark hair, glassy eyes, and a sly smile, come up to him, and ask if he's okay. He doesn't really know how to answer that, but his lips part in an attempt to do so—she doesn't let him. Instead, she dips in forward, swallowing whatever excuse he tries to make, her mouth all over his, and she's dragging him to the bathroom, and she's taking off the clothes he'd just put on, and she's pushing him against the tiled walls of the stalls, and they're fucking the rest of the night away.

Peter loses his virginity at _fifteen_ , in _2010_ , with a _girl he hardly knows_. He moans _Lorna_ into her ear, his hot breath fanning over her lobes—because she's trailing kisses on his neck with feathery whispers of the name and he just assumes that it's hers. Peter would've liked to lose it to someone else. Maybe to Liz, who'd be gentle and soft, and careful and warm, and she'll smile up at him while tucking strands of her hair behind her ear. Or even MJ, who won't ever let him take the lead, because she doesn't believe in all that top and bottom stuff, and she'll look at him with sly suspicious eyes, and he'd whimper out all his secrets because MJ just has that sort of effect on him. He'd never thought of all ways to lose it—it'd happen one drunk night after a field day of time traveling, in some smelly and tight cubicle at a shady club in Brooklyn, with a girl he doesn't know that smells like smoke and metal, burning sensations, and new addictions. She's probably _way_ older than him if they'd been in the right timeline—heck, even in this timeline, she's probably still older than him, she's a bartender for god's sakes. It makes him wonder how exactly he got in to this club—they'd never ask for ID, but that process is all a blur to him now. But it doesn't matter because for tonight, all he wants is to forget how he has irrevocably _fucked with the stars of fate_ , and forget about Liz and her pretty eyes, and MJ and her snarky scowl, and Mr Stark who will probably never know him after all this.

When they finish—she lets him go panting, and he's so flustered that he pushes her off roughly as he picks up his— _Mr Toomes'_ —clothes scattered on the dirty bathroom floor. He puts them all on as quick as he can and scrambles out of the cubicle, leaving her topless and braless, sitting down the closed toilet seat. His mind is buzzing with so many different thoughts—mainly it is screaming _holy shit holy shit holy shit_ over and over again—as he runs through the crowd of raging underaged drinkers. As soon as he's out of the club, he runs across the street to the back alleyway, clambering up the walls of the building across trying to get to his suit. And when he lands on the rooftop, he just crawls as fast as he can to where he remembers having stuck his suit to, desperately clawing the webs he wrapped it all up in.

His mask is the first thing he untangles from the webs, and he hurriedly slides it on.

"Karen please call me Mr Stark." He cries into his mask. "Karen, please."

"Peter, you seem to be in heavy distress, and your heart rate is elevated." Karen's voice soothes his worries, but tears prick his eyes and a pain shoots through his side. "But I cannot contact Mr Stark."

Peter chokes, his nose filling up with _unwanted_ snot as a hand runs through the stitches he's made earlier that day and remembers that girl _licking_ the dried blood stains off with her long tongue. He whimpers further into his mask and frantically begs Karen to call _Tony_ —he just wants Tony _goddamnit._

"Karen please, I'll do anything you want just please!"

"Peter, you know I can't do that." She seems to be scolding him, but her voice is worried and soft. "Peter, what's wrong?"

"I just want to go home." He cries, pulling up his knees as he burrows his head into them for some comfort. "I want May back, I want Tony back, I don't like it here anymore Karen— _please_."

"Would you like me to contact Mr Stark of this time?"

There's silence. It's the calm kind of silence, with only Peter's hiccups echoing through the air. It doesn't last long though.

"Yeah."

The call is made, faster than Peter's heart can beat. Within two seconds he hears that voice, and through his muddled and drunken brain, it's all he needs right then.

 _Hello?_


End file.
